SEC Form 4 · accession 0001209191-15-008417

AMTECH SYSTEMS INC · ASYS

Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗

Reporting owner

Paul J Van Der Wansem

Officer — See Remarks · Director

Period of report

Jan 30, 2015

Accepted (ET)

Feb 2, 2015 · 6:56 pm EST

Rule 10b5-1 plan

unknown — predates the checkbox

Issuer CIK

0000720500

Table I — non-derivative securities

Security	Date	Code	Shares	Price	A/D	Owned after	D/I	Nature of ownership
Common Stock^F1	Jan 30, 2015	A	337,295	—	A	337,295	D
Common Stock^F2,F3	Jan 30, 2015	A	120,122	—	A	120,122	I	By Family LTP
Common Stock^F4,F5	Jan 30, 2015	A	37,847	—	A	37,847	I	By Wife
Common Stock^F6,F7	Jan 30, 2015	A	29,733	—	A	29,733	I	By Family Trust

Table II — derivative securities

Security	Conv. / exercise price	Date	Code	Shares	A/D	Exercisable	Expires	Underlying	Underlying shares	Owned after	D/I
Stock Options (right to buy)^F8	$30.54	Jan 30, 2015	A	21,720	A	Jan 30, 2015	May 16, 2015	Common Stock	21,720	21,720	D
Stock Options (right to buy)^F9	$15.23	Jan 30, 2015	A	10,860	A	Jan 30, 2015	Oct 31, 2015	Common Stock	10,860	10,860	D
Stock Options (right to buy)^F10	$12.34	Jan 30, 2015	A	10,860	A	Jan 30, 2015	May 15, 2016	Common Stock	10,860	10,860	D
Stock Options (right to buy)^F11	$17.60	Jan 30, 2015	A	16,455	A	Jan 30, 2015	Oct 26, 2016	Common Stock	16,455	16,455	D
Stock Options (right to buy)^F12	$16.35	Jan 30, 2015	A	11,518	A	Jan 30, 2015	May 21, 2017	Common Stock	11,518	11,518	D
Stock Options (right to buy)^F13	$21.24	Jan 30, 2015	A	11,518	A	Jan 30, 2015	Nov 1, 2017	Common Stock	11,518	11,518	D
Stock Options (right to buy)^F14	$27.47	Jan 30, 2015	A	6,911	A	Jan 30, 2015	May 20, 2018	Common Stock	6,911	6,911	D
Stock Options (right to buy)^F15	$10.82	Jan 30, 2015	A	6,911	A	Jan 30, 2015	Nov 3, 2018	Common Stock	6,911	6,911	D
Stock Options (right to buy)^F16	$9.21	Jan 30, 2015	A	8,227	A	Jan 30, 2015	Jun 4, 2019	Common Stock	8,227	8,277	D
Stock Options (right to buy)^F17	$6.08	Jan 30, 2015	A	8,227	A	Jan 30, 2015	Nov 5, 2019	Common Stock	8,227	8,277	D
Stock Options (right to buy)^F18	$7.14	Jan 30, 2015	A	4,113	A	Jan 30, 2015	Jun 3, 2020	Common Stock	4,113	4,113	D
Stock Options (right to buy)^F19	$9.94	Jan 30, 2015	A	5,923	A	Jan 30, 2015	Nov 4, 2020	Common Stock	5,923	5,923	D
Stock Options (right to buy)^F20	$8.20	Jan 31, 2015	A	30,000	A	—	Jan 31, 2025	Common Stock	30,000	30,000	D

Explanation of responses

F1Received in exchange for 1,024,900 shares of BTU International, Inc. ("BTU") common stock in connection with merger (the "Merger") of BTU Merger Sub, Inc. with and into BTU, with BTU surviving as the wholly owned subsidiary of Amtech Systems, Inc. ("Amtech"). On the effective date of the Merger, the closing price of BTU's common stock was $2.62 per share, and the closing price of Amtech's common stock was $8.20 per share.
F10Received in the Merger in exchange for a stock option to acquire 33,000 shares of BTU common stock for $4.06 per share.
F11Received in the Merger in exchange for a stock option to acquire 50,000 shares of BTU common stock for $5.79 per share.
F12Received in the Merger in exchange for a stock option to acquire 35,000 shares of BTU common stock for $5.38 per share.
F13Received in the Merger in exchange for a stock option to acquire 35,000 shares of BTU common stock for $6.99 per share.
F14Received in the Merger in exchange for a stock option to acquire 21,000 shares of BTU common stock for $9.04 per share.
F15Received in the Merger in exchange for a stock option to acquire 21,000 shares of BTU common stock for $3.56 per share.
F16Received in the Merger in exchange for a stock option to acquire 25,000 shares of BTU common stock for $3.03 per share.
F17Received in the Merger in exchange for a stock option to acquire 25,000 shares of BTU common stock for $2.00 per share.
F18Received in the Merger in exchange for a stock option to acquire 12,500 shares of BTU common stock for $2.35 per share.
F19Received in the Merger in exchange for a stock option to acquire 18,000 shares of BTU common stock for $3.27 per share.
F2Received in exchange for 365,000 shares of BTU common stock in connection with the Merger. On the effective date of the Merger, the closing price of BTU's common stock was $2.62 per share, and the closing price of Amtech's common stock was $8.20 per share.
F20The options vests in three equal annual installments on each of the first three anniversaries of the grant date, beginning on January 31, 2016.
F3Mr. van der Wansem disclaims beneficial ownership of the shares held by the Partnership except to the extent of his pecuniary interest.
F4Received in exchange for 115,000 shares of BTU common stock in connection with the Merger. On the effective date of the Merger, the closing price of BTU's common stock was $2.62 per share, and the closing price of Amtech's common stock was $8.20 per share.
F5Mr. van der Wansem disclaims beneficial ownership in shares held by his wife.
F6Received in exchange for 90,344 shares of BTU common stock in connection with the Merger. On the effective date of the Merger, the closing price of BTU's common stock was $2.62 per share, and the closing price of Amtech's common stock was $8.20 per share.
F7Mr. van der Wansem disclaims any beneficial ownership is shares held by the 1981 Van der Wansem Family Trust.
F8Received in the Merger in exchange for a stock option to acquire 66,000 shares of BTU common stock for $10.05 per share.
F9Received in the Merger in exchange for a stock option to acquire 33,000 shares of BTU common stock for $5.01 per share.

Remarks

Member of Management Executive Committee